


The Suit

by PaperFox19



Category: Ben 10 Series
Genre: Bonding, M/M, Nudity, Skinny Dipping, Symbiote - Freeform, Yaoi
Language: English
Status: In-Progress
Published: 2018-12-06
Updated: 2019-08-26
Packaged: 2019-09-12 12:59:23
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 3
Words: 5,103
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16873350
Author URL: https://archiveofourown.org/users/PaperFox19/pseuds/PaperFox19
Summary: Ben was just an average kid, then he saw a meteor fall from the sky, and inside was a strange goo. This goo bonds with him, increasing his strength and skills. There’s a lot of people after this goo, as it can be used to build and amplify an army. Symbiote Ben/Harem





	1. Chapter 1

**Author's Note:**

> Please Read and Review

The Suit

Chap 1 The Suit

Ben Tennyson was not having the best day, it should have been perfect it was the last day of school before summer vacation. Not that Ben really had any friends to hang out with during summer break. Ben liked soccer, comic books, video games, and heroes. He wanted to stick up for the little guy, despite being a little guy.

He was bullied by two guys, Cash and J.T. the two were the local bullies, they messed with anyone. Cash was quite tall and strong, and J.T. was more of his yes man, but he helped in the bullying. Ben actually tried to stand up to Cash and J.T. which only made him a bigger target to get messed with. The two were trying to get their summer cash, out of the pockets of the classmates.

Ben stood up to them and only ended up getting beaten up, wedgied, and his money stolen. “Thanks for trying Ben.”

“Sorry dude,” he frowns. It was a low blow but Ben had to take it.

Ben is saved when his grandfather picks him up from school. It turns out he was gonna be hanging out with his Grandpa Max and his cousin Gwen for the summer. He liked his grandpa just fine, it was spending time with his cousin he wasn’t looking forward to. They didn’t get along, they were very different people. While Gwen was book smart and college focused, Ben was smart when he tried but nothing really held his attention that much. When Ben did his homework it was mostly right but you can tell he waited till the last minute to do it. On tests Ben did fine for the most part which was odd cause it seemed like he barely paid attention in class.

Gwen was more the study for days before a big test, and then get mad they didn’t get a perfect score. Her parents decided she needed to relax more and enjoy summer and not cram even more studying. They wanted her daughter to succeed not burn out.

They were very different people, while Ben brought along video games and comic books, Gwen brought along text books and summer homework. So the two weren’t exactly happy to see each other, let alone spend the entire summer together. “Worst summer ever.” As the Rustbucket carries them to a summer of camping and road trip something else was happening much farther away.

-x-

In space

A massive terrifying ship was attacking a smaller ship, a barrage of red beams striking the shields. “My lord, their shields are down to 40%” one of the operators report, to a shadowy figure with red eyes.

“Focus the onslaught I want that cargo.” it said. “Once they reach 20% lock on them and haul them in.”

The targeted ship was working on protecting the cargo, setting it up to escape, but they needed more time. Their shields dropped against the overwhelming force, and the monstrous ship had locked them on with a tractor beam, drawing them in. As luck would have it a strange surge on the enemy ship caused their weapon systems fail.

“What’s happening?!” the figure shouts.

“Weapon systems offline, our shields are down, tractor beam offline.” his men were working but things weren’t working, sparks were flying.

“Don’t you dare lose that ship!” he shouts.

The ship launches a counter attack, blasting the energy core. This resulted in a chain reaction of explosions catching the tyrant up in the explosion, his body becoming heavily damaged. The special ship was caught up in the blast, its shields not holding up against it. Their systems started failing but wanting to protect the cargo they ejected it, sending it to the nearby planet. They dropped from the sky falling further away, the pilot enters a stasis pod to protect them from the impact.

A pod shoots toward Earth.

-x-

Max had taken the kids to an RV camping area, and had set up. It was a tense road so far, Ben wasn’t talking to Gwen, she wasn’t talking to Ben, and he tried to talk to them but got the simplest of responses. After dinner Max said it was time to turn in, the tents were set up. “To think I could be home, in my nice soft bed, studying for my college exams.”

Ben rolls his eyes. “Fresh air is good for you, good for both of you, this trip is a Tennyson tradition, I took your parents with me on them before.” Gwen sighs and turns in. Ben however wasn’t ready for bed yet, there was a lake nearby and he wanted to go for a midnight swim, he grabbed his swim trunks and a towel and snuck off to the lake.

Seeing the glistening water reflecting the stars in the sky made Ben pause, then he got an idea. It was late, no one around, what better time to skinny dip, right? It was good enough for Ben, he ditched his swim trunks and stood in all his naked glory. He was surprised how much he missed being naked, at home he often stripped down in his own room, just the freedom of it. His parents understood, allowing him to express himself in the house but he still had to wear clothes when he went outside. Now with Gwen around he couldn’t, and he really wanted to ditch his clothes and just relax.

Ben sighed letting his dick hang free, it wasn’t fun to keep his monster confined, he had a nest of pubes crowning his crotch, and some nice balls hanging below. He stretches, his naked body flexing and shifting back and forth, enjoying the breeze between his knees. “Banzai!” Ben cheers as he jumps into the lake.

The water felt amazing, not too warm not too cold, and skinny dipping was amazing. He swam round and round, before laying back and floating starring up at the stars. This is where he sees the strange shooting star, that was heading towards them. “Whoa!” It hits the edge of the lake and tears through the earth and rips through some trees.

Ben was thrown from the lake from the impact, water rushing through the trench. He abandoned his trunks and towel, rushing forward and going into the crater. “Is it a meteor?” he got closer and saw a strange metal pod. “No way is it an alien!?” Ben got more excited and rushed in. It was weird the metal should have been hot, but it wasn’t.

He touched it hesitantly, and the pod reacted to his touch. A symbol flashed before the pod opened up. Ben got closer and peered inside. “What is this?” inside was a strange goo. Ben poked it and that proved to be a mistake. The goo surged forward and snaked up his arm. “What the heck!” Ben gasped.

The goo was like a little blob, or maybe a slime from an rpg, it slithered up his arm, and when Ben tried to grab it it kept moving. “A host finally a host!” Ben heard.

“Who said that?” Ben looked around.

“Me!” he heard again, and felt the goo move. It settled on his chest and formed some form of head. “I spoke!”

“Waaahhh!” Ben fell back on his ass. “What are you? Get off me!” he tried to get the goo off of him but it was fast, slithering all over his naked body.

“Ohh yes, you will do nicely, mmm,” it slithered here, there, and everywhere, checking every inch of Ben’s body making the brunette blush. “Firm, strong, big, ohh yes!” It slithered between Ben’s ass and groped him, and it fondled Ben’s balls and slithered up his cock. “Ohh what fun we will have!”

“Hey quit that!” Ben tried to grab him but the goo simply enveloped his dick, holding the boy’s full 10 inch soft dick in one go. He pulled and pulled but all he succeeded in doing was tug on his cock to hardness. “Seriously!” he blushed as he was now hard.

“We will be so great together, do not want to fight with you.” the goo said.

“What are you? How are you talking to me?”

“The symbiote, learned from you, the more we are together the more to learn.”

“Symbiote?” Ben remembered a similar word he heard in science class. Symbiotic denoting a mutually beneficial relationship between different people or groups, or involving interaction between two different organisms living in close physical association. ‘So its not gonna hurt me, since it needs me alive at least.’

“Yes that is correct, will not hurt, want to help!” the goo says surprising Ben

“Are you reading my mind?” The goo nodded, making Ben’s cock bob in the process. “We are one, share everything!” Ben groaned and face palmed. ‘Of course it’s reading my mind that’s how it learns.’

“Don’t you have a home to go back to or family?” the goo shook his head making Ben’s hard dick wag.

“Alone, last of my kind, world gone.” Ben felt bad, but this was really weird.

“I feel like I’m talking to my dick.” Ben face palmed. “Can you get off for a moment?”

“Must stay connected, weak alone, together strong.” the goo says, and Ben sighs

“Why me? Just because I found you, it could have been anyone.” he hugs himself. “I’m weak, I’m not anything special, you should find someone else.”

The goo slithered up his body and nuzzled his cheek. “I like you.”

“You don’t even know me.”

“I know,” it nuzzled him again. “I want to stay with you.”

“I bet you say that to all your hosts.” he gets up. “Is there a way for you to come off?”

“Don’t want to, let me stay.” It gave Ben big sad eyes.

“Don’t give me that look, you have to understand this is weird for me. I just found an alien and it bonded to me.” he started pacing. “I mean this is the coolest thing that’s ever happened to me, but it’s weird and cool, and crazy. No one would ever believe me.”

“I can help!” the goo says.

“Help how?” Ben raised a brow.

“If you accept me, I can do so much for you, we could be so great together.” Ben had to admit he was curious.

“Alright I’m listening.”

“Yay!” the goo cheered, and it began to spread over Ben’s body.

“Hey what are you...” he was cut off as the goo covered his mouth. Ben blushed as the goo got warm spreading over every inch of skin, forming a second skin. It invaded his body, from both his cock and his ass. His eyes widened before rolling up, the process was highly pleasurable. The goo could bond with any living thing sure, but if the host was willing and accepting it can do so much more.

As the goo worked on honoring its agreement with Ben, its bonding was noticed. This process gave off a lot of energy which was detectable…

To be continued


	2. Chapter 2

**Notes for the Chapter:**

> Please Read and Review

Chap 2 The Hunted

Up in space…

The massive ship was in need of many repairs. It was stuck in stasis, it’s power going towards the life support system. The owner of the ship had survived the explosion, but was in heavy medical care, his legs were gone, as was one of his arms. He was in a tube for life support, but even in his weakened state he was still feared. “Lord Vilgax, we have detected the symbiote!”

“Good, send the probes, and have them retrieve it.”

“Yes lord,” a few button clicks later and two pods were sent to earth. The drones would retrieve the symbiote and kill the host if necessary.

-x-

Ben lay back panting, he had a phenomenal couple of hours. ‘That was intense, but amazing!’ He felt so different, his heart beat seemed to be slower and calmer. He felt stronger, lighter, more energized. His cock seemed to remain in a permanently erect state, despite the three orgasms he felt tear through him. No mess either, as the goo swallowed every drop and absorbed it. He would never forget this pleasure, it seemed burned inside his body. Ben felt different, but he didn’t fully understand how yet. “What did you do to me?”

“I stimulated your body, and helped it evolve.” the goo said. “You could say I made you the ultimate human.” Ben flexed his lithe body was more toned, despite not looking bulky Ben felt his muscles. He got up and went over to a tree, he gave a little push and uprooted half of it, he kept pushing and knocked the tree over.

“Oh wow!” Ben gasped. “Is there more?”

-x-

The loud crashing of the tree, could be heard even from Max’s camp site. Max bolted out of bed as he heard the crash, he wasn’t the only one Gwen had also gotten out of bed. “You okay?” he asked, and she nodded. “Where is Ben?” he ran over and the boy’s tent was empty.

-x-

Ben had a spring in his step, his jump was strong, he was a lot faster. “This is awesome!” Ben cheered. He jumped and did a huge cannon ball into the lake. He got back out and shook off, goo spitting out some water. “What else did you do?”

“In order to make you ultimate I had to manipulate your organs a bit, now your body will break down all food and convert it to energy.” Ben looked down at his hard dick.

“Is that why...” he looked down at his mighty piece.

“Yes, your penis will benefit greatly from it, you are still young but as you grow I have no doubt your assets will only grow.” Ben nods. “If you can focus it might soften to a semi hard state.” After some time, goo was right his dick did soften to a semi.

“What else did you do?” Ben was liking this more and more.

“Made your body more durable, your new muscle will not falter, and if you train it over the years, it will only grow stronger, your body will be much more durable than a normal human. I also put a filter in your lungs, so if you were attacked by poison or gas it will not effect you.” Ben raised a brow at that. “So can I stay?”

“Yeah, sure why not. I don’t have a lot of friends, so lets be friends!” The goo got all teary eyed. Their touching moment was interrupted by one of the probes.

“Oh no, they found me!” The goo squeaked, hiding behind Ben.

“Who found you?” Ben asked. The probe scanned Ben, and targeted the goo.

“Target locked: Terminate the host and acquire the symbiote.” it charged a laser.

“Dodge it!” the symbiote shouts, Ben jumps dodging the laser, and it blew apart a tree causing a fire.

“What is this thing?” Ben took off running as the probe gave chase.

“It’s a probe, not sure who sent them but they are after me!” Ben dodged the blasts from the probe.

“Why are they after you?”

“My kind were hunted, you feel what I did to you, for those who lust for power they captured us and we were used as slaves. If they get their hands on me, they will use me!”

“That’s awful!” Ben says, and tried to outrun the probe. The fire was spreading and smoke was filling the air. “But why would they agree to it?”

“We are symbiote, our personalities tend to get warped by our hosts. You are a good person, and I’m causing you trouble.” It sulked.

“Nonsense, we are friends right, and I’m not letting my friend get taken by any crazy space probe.” Ben went to a nearby tree and pushed it down, trying to smash the probe. It didn’t work as the probe simply blasted the tree, but as the burning remains fell on it, it gave Ben time to escape. “Dang!”

“Ben the rock!” the goo points out. Ben grins. “On it!” He kicked the large stone and sent it soaring at the probe as it tried to scan for them again. It couldn’t charge its laser fast enough and got smashed. “Goal!” Ben chuckled.

“You did it!” the goo cheered.

“Don’t worry pal, thanks to your help I can protect you.” the goo blushed.

“I only helped a little, what you do with your body is up to you.”

“Well I always wanted to be a hero.” Ben says, goo nodded he knew of course. Ben opening up to him had allowed him to see all of Ben’s mind, his memories, his thoughts, and his dreams. The goo truly believed Ben would make a fine host for him, he knew something about Ben the boy did not know himself.

The fire drew attention and people arrived to try and put out the flames. “Ben!” Max shouted.

“I’m here grandpa!” Ben shouted back. “Hey, can you turn into some shorts for me or something?”

“Consider it done!” The goo shifted and became a pair of black shorts.

Ben and Max reunited. “Grandpa!” He embraced the man.

“Ben, I’m so glad you are safe, what happened?”

“Well...you wouldn’t believe me if I told ya.” Ben says.

“Ben, you didn’t start this fire did you?”

“What?! No!” Ben snapped. “It was this strange robot thing.”

“Oh come on!” Gwen showed up. “Robots really?”

“I’m telling you the truth it...”

“Target located!!!” the three turned to see the second probe. “Initiating attack!” it fired lasers and forced the family to dodge.

“Leave my family alone!” Ben tackled the pod and smashed it down to the ground. It wasn’t enough, it’s assault system released a beam blasting Ben off him.

“Ben!” Max ran over to him. His chest was a little scorched but Max was surprised he was okay at all. “How on earth?”

Gwen screamed and ran off. “This isn’t happening, this isn’t happening!”

Ben groaned and sat up. “Oww, man he wasn’t kidding about being durable, that hurt like heck though.” He rubbed his chest.

“Ben you are alright!” Max cried, hugging the boy.

“Believe me now!” Ben pushed Max out of the way as the robot rushed forward. He pushed down another tree, and using both arms he swung the tree at the robot. “Batter up!”

The probe produced blades and cut the tree up. “Dang!” He jumped back avoiding the blades. Max was stunned, he couldn’t believe his grandson was fighting with an alien probe.

“Ben be careful!” Max shouted.

“On it Grandpa!” he did a back flip dodging one of the blades. “Try this!” Ben kicked the probe denting it and sending it flying back and crashing. “Goal!”

-x-

The destruction of both probes did not go unnoticed. “It seems the symbiote has found a proper host, interesting. Send the assault probe.”

“Yes sir!”

A larger pod went to Earth.

-x-

Ben had some explaining to do. “Ben, how were you able to do that?”

“Well...” he looked down. “I made a friend.”

“Ben...” Max began, but then there was a shift in the air. ‘Something big just breached the Earth’s atmosphere!’

A larger pod came down. “Grandpa this could get messy, you should get the other campers to evacuate.”

“Ben be careful, that one is...bigger than the others.” He was gonna say stronger but he corrected himself.

“Don’t worry grandpa, the bigger they are the harder they fall.”

“Alright, but you owe me an explanation.” he says and races off, the danger was real. If the other campers didn’t evacuate they’d end up caught in the crossfire.

“Ben this might be bad, this one is lots stronger.” The goo says.

“Don’t worry, I’m not gonna let them take you away.” Ben stood his ground even as the probe turned into a massive robot. “Hey, what’s your name anyway?”

“A name? We symbiotes have no name.”

“Well I don’t wanna have to call you goo or it, your my friend. Can I give you a name?” the goo blushed but nodded. “You can have my family name, I’ll call you Ten, Ben and Ten friends to the end!”

“Target Acquired!” the robot revealed a powerful arsenal.

“Ben, let us fight together as one, I may have helped evolve you, but if we fight together, we can win!”

“Fight together? Let’s do it!” Ten spread over Ben’s body, encasing his form completely becoming a skin tight body suit. It spread over his body increasing his muscle mass. It spread over his crotch forming a massive and prominent bulge. As it spread over his hands it gave him sharp nails. It hugged his body perfectly like a second skin. Last but not least it formed a mask over his face.

“Ben Ten!” he roared.

To be continued...Chap 3 Partners


	3. Partners

**Notes for the Chapter:**

> Please Read and Review

Chapter 3 Partners

Max and Gwen were getting the other campers evacuated as Ben faced the stronger robot. Ben’s body was much larger now thanks to the muscle growth that Ten provided. He was stronger and faster now, and Ben could freely control the suit. So when the robot hit him and sent him flying, he was able to materialize tentacles to grab hold of some trees to halt his fallback and used it to launch him forward like a rocket.

He slammed into the robot and sent it skidding back. Ben used his new claws to tear into the robot’s armor. “Hiyahh, Hiyahh, Smash!” He brought his hands together and slammed them down into the robot, forcing it to hit the ground. The robot was stronger than the others, Ben Ten kept swinging and it kept coming back. “Man this guy is tough, but so are we!”

They traded blows back and forth, the woods were getting trashed, the ground was getting torn up, trees were getting smashed and uprooted. The robot was ripping trees out of the ground and throwing them at Ben. “Slice them up!” Ten shouted, and Ben’s hand morphed into a solid blade. He cut the tree down and sliced up anything he threw at him.

“This is so cool!” He thought about some weapons he read in Medieval Hero’s comic book and turned his hand into a mace. “Try this on for size.” he tore a hole right into the bot. The boy switched tactics and tried to play the long-range game, firing lasers at Ben. His hand morphed into a shield, and he blocked shot after shot. “Is that all you got?”

The robot charged up another attack, this one was a lot stronger. “Uh oh!” BOOM!

“Waaaahhhh!” Ben went flying before slamming into the ground. “Okay, Round 2!” His arms morphed into blades and he charged at the robot, this time he deflected any shots fired at him, he figured in order to launch a powerful shot it needed time, Ben wasn’t giving him any time. He began taking out the probe’s legs, it tried to charge an attack but Ben smashed its head down, causing it to release its own laser inside and blew itself apart. “Oh yeah, we did it! Uggghhhh!” Ben reverted back to normal, and his body felt like jelly.

“Oh man, I can’t move.” He was naked, Ten to worn out to even form clothes for him. “But we won!”

“Sorry, using that form took a lot out of us.” Ten groaned.

“We’ll call it our power form, we’ll use it only in extreme conditions.” He chuckled.

“When you get older you’ll be able to use the power more freely.” Ten was sure. He pulled back on some of Ben’s limiters in that form, it was no wonder they were exhausted. “But yeah we won!” The passing breeze made them shiver, it actually started to feel nice after awhile.

“Ben...are you okay?” Thankfully Grandpa Max showed up and was able to rescue Ben.

“Hey Grandpa,” He scooped the boy up and carried him back into the RV. He was bundled up in a blanket.

“Alright Ben, I want answers.” he gave the boy a stern look. He wasn’t mad he was just concerned. In his mind, there was no way Ben could have taken down that robot, in fact, that robot shouldn’t have even been on Earth at all.

“Sure Grandpa, but could it be after I get the feeling back in my arms and legs?” He sighed.

“Ben, how did you do that? What was that robot? What…?” Gwen was going on a tangent.

“Gwen let him breathe, Ben can’t move right now, and we need to get out of here.” he got in the driver’s seat while Gwen looked at Ben.

“Can’t move huh?” she got a wicked look on her face, she found a permanent marker.

“Gwen...” Ben warned, but she tried to draw on his face. Ten showed himself and snapped at her.

“Wahhh!” she fell back. “A monster!” Ben laughed.

“Nice one!”

“You are a freak!” Gwen screamed and Ten hissed at her. Max saw Ten and his eyes widened slightly.

Once they were a safe distance away, Max pulled over and went to Ben. “You okay son?”

“Yeah, my arms and legs are a little numb, but I’m sure I’ll be able to move in a bit.”

“So this must be your new friend.” Max was able to pet Ten, and the little guy purred.

“His name is Ten and he’s some kind of symbiote. He’s the last of his kind and he has nowhere to go.” Ben said and pet him too. “We kinda bonded!”

“You were always good at picking up strays. Welcome to the family Ten.” Max laughed.

“Are you kidding me?!” Gwen gasped. “That thing isn’t natural...it’s like some kind of parasite...”

Ten blew her a raspberry. “We are partners!” Ben said. “Please Grandpa, I wanna be a hero!”

“A hero? Oh please!” Gwen snapped. “That thing is freaky, and you are already a freak before.”

“Ben, if you and Ten want to help people, I think that’s very honorable. I will do all I can to help you.” Max patted his shoulder. Gwen huffed, crossing her arms.

“This summer is gonna be awesome!” Ben cheered.

-x-

With Ten’s help, Ben was able to unpack the RV and pack it up in record time. He breezed through his chores like they were nothing. Gwen kept saying he was cheating but Ben said it was for training. Max sided with Ben since he wasn’t making Ten do everything, they were doing it together.

Ben while doing chores kept thinking of how to be a hero, to use Ten so he didn’t have to go full power. They worked on it together and with a little focus and control, Ten could make an enhancer suit. It was skin-tight, green and black, it covered him from the neck down, complete with a cape! Ten could even make a nice mask for him when worn it even warped Ben’s eye color changing the whites of his eyes pitch black and making his green eyes glow.

He worked on controlling his abilities, he worked on his speed, his flexibility, his strength, Ten allowed him to tap into his body’s limits. Plus there was using Ten himself, in his basic bodysuit he couldn’t morph his arms, but the suit he wore wasn’t just for show. His suit was alive, so he could use it to fight. Ten was in his head, could see what he saw. He was creative Ten found himself able to match Ben’s creativity but even he had limits.

Ben also pulled out some of his comic books, he figured studying heroes would be good for the future. He couldn’t breathe fire or shoot eye beams, and the like but it was fun research none the less. Gwen didn’t believe he was actually studying, just being lazy. She didn’t get it but that’s okay, she didn’t need to, Ten understood. Ben loved heroes, he wanted to be like them, and there were different kinds, different styles, different abilities. Ten couldn’t recreate every power, but if they were explained enough and plausible enough, Ten might be able to make it happen.

He often pondered what he would do in the situations the heroes found them in, a lot of them were full-grown adults and had to face difficult decisions. Not every story had a happy ending, but Ben knew if he was gonna do this he’d have to give it his all. Ten respected that, Ben still wanted to have fun and be a kid too, but when it was Hero Time it was a serious time.

On their various stops, Max set up a training course for Ben to use. It was exciting, Ben was able to focus, and learn from Max. He was hands-on and able to put things into perspective for Ben. Max had a feeling Ben was smarter than he let on, when he gave the boy drills to run, he was able to do them. His creativity and ability to adapt was quite impressive.

Gwen didn’t like it...she was smarter than Ben, she was more talented than him, and yet he got to do the cool hero stuff. She also started to notice bad habits forming with Ben, like the boy walking around, or sunbathing naked if it became an issue Ten would make clothes for him. He didn’t need to waste time changing in and out of clothes. She also noticed he wasn’t going to the bathroom like normal, he was also staying up all night and after about 4 hours of sleep, he was good as new. He could even breath underwater now, Ten would create a guard over his nose and mouth, it shifted its form creating gills or some form of filter system allowing him to take in the water and give Ben fresh air.

The family was heading to Washington D.C. for sightseeing and historical immersion. Max was put in charge to help these two grow, Ben, to find fun ways to learn, and Gwen to lighten up a bit and learn to do more than just stay in her room and study. He hoped this trip would go well but with Ten in the mix, he had a feeling he had to work twice as hard to look after his grandkids. ‘I pray its just a coincidence, and that HE isn’t involved in all of this.’ his grip tightened on the steering wheel.

To be continued


End file.
